New Delhi: The government on Friday made it mandatory for listed companies to raise public shareholding to 25%, with at least 5% dilution a year, a move that would attract more investors and check price share manipulation.
In keeping with the budgetary promise, the finance ministry Pranab Mukherjee amended the relevant regulations to the effect that “the minimum threshold level of public holding will be 25% for all listed companies.”
Accordingly, all listed entities will have to dilute at least 5% additional equity annually till they reach the threshold limit of 25%. And fulfilment of this condition would be must to remain listed.
The new rules were announced shortly after close of stock market. The BSE benchamrk Sensex, which rose by 95 points on top of a 450-point rally in past two days, could come under pressure on Monday, analysts said.
For a company seeking listing, it would have to dilute 25% in one go in case the issue size is just up to Rs4,000 crore. However, those already in the process of going public and have filed draft prospectus could disinvest stipulated 10% and later meet the condition.
The decision on mandatory increase in public exposure of a company to 25% had been hanging fire for more than a year due to differences the market regulator Sebi had with the finance ministry.
While Sebi’s contention was that such broad-basing would require huge funds, which some estimates pegged at over Rs2 lakh crore, the government was firm on enforcing the decision announced in the 2009-10 Budget as an effective means to check price manipulation by promoters.
A top government adviser on financial sector and HDFC chairman Deepak Parekh told PTI last week that the increased public exposure was one of the effective ways to tackle the problem of over-pricing of public issues.
“Tell me one IPO that has succeeded,” asked Parekh, who heads the Primary Market Advisory Committee of market regulator Sebi.
Elaborating, Parekh said: “Our issuers (entities coming out with public offers) don’t want to leave money on the table. They want to maximize the price. You need to have a heart to give money and let others make money.”
The finance ministry had come out with a discussion paper in February 2008 and was to complete the discussion in May that year, but the same could not happen on account of divergence of views. Thereafter, finance minister Pranab Mukherjee came out with the proposal while presenting the 2009-10 Budget in July 2009.
The argument was that larger the number of shares and the number of shareholders, the less is the scope for price manipulation.
At present, most companies dilute just 10% stake and the shares tend to trade at a premium.
“If the public shareholding in a listed company falls below 25% at any time, such companies shall bring the public shareholding to 25% within a maximum period of 12 months from the date of such fall,” the finance ministry said.
Giving the rationale for the decision, the ministry said, “A disperse shareholding structure is essential for the sustenance of a continuous market for listed securities to provide liquidity to the investors and to discover fair prices.”
The decision would see large number of companies hitting the capital market within a year.
According to a recent research report by rating agency Crisil about 179 listed companies have less than 25% public holding. There are over 4,500 listed companies in India.
The move is in line with practices followed in developed economies globally. While the London Stock Exchange (LSE) requires 25% minimum public holding, the Singapore and Hong Kong Stock Exchanges also stipulate public share holding between 12% and 25%.
The requirement to offload equity by large number of listed companies may have implications for the disinvestment programme of the government. The government proposed to raise Rs40,000 crore during the current fiscal by selling equity of state-owned companies.
So far, the government had raised only Rs1,079 crore by selling its stake in the Satluj Jal Vidyut Nigam Limited (SJVNL). Several initial and follow-on public issues of PSUs like SAIL, Coal India, PowerGrid, Engineers India Limited, MMTC and Hindustan Copper are in the pipeline.
Blue chip state-owned companies like Indian Oil Corporation (IOC) and mineral major NMDC will have to come out with fresh issues to meet the new norm.